Mumbai: Nxtdigital (NDL) board of directors has approved the proposed scheme of arrangement between NDL and Hinduja Global Solutions Ltd (HGSL) and their respective shareholders for the demerger of the digital, media and communications business undertaking of NDL into HGSL on a going concern basis.

The board also approved the share exchange ratio for the proposed transfer. The ratio was approved based on the comprehensive valuation exercise carried out and recommended by two independent valuers – KPMG Valuation Services LLP and SSPA & Co Chartered Accountants. As per the valuation, each shareholder of NDL holding 63 equity shares will receive 20 fully paid equity shares (post bonus) of the face value of Rs 10 per share of HGSL.  

These new share allotments in HGSL will be over and above the existing shares of NDL held by the shareholders, thus retaining their existing shareholding in NDL.

“The media and entertainment industry is going through a digital transformation on the back of emerging technologies,” said Nxtdigital managing director and CEO Vynsley Fernandes. “The proposed transfer, once completed, will fuel our expansion plans in the digital space, as we look to harness analytics and automation to grow our digital portfolio across video, broadband, OTT, WiFi and other services.”

“NDL shall pursue other high growth-oriented business opportunities in a restructured manner including rebranding, renaming in consonance with potential M&A proposals,” said the statement.

The proposed scheme is subject to all shareholder and regulatory approvals and the approval of the National Company Law Tribunal (NCLT).